Portal: the return of Wheatley
by JaketheJabberwock
Summary: Glad0s finally decides to bring a time worn Wheatley out of space after a good 20 years, however she seems to have put Aperture science through an overhaul. Rated M for combustable lemons
1. Chapter 1

Floating...floating...how long have I been floating?

SPACE!

a meteor hits him, finally sending the little snot away...into the distance...I was low on power myself...my internal workings weren't exactly meant for the depths of space...chell...my mind always drifts back to that name...but...when I think of Her...is it a her? Yes...I'm sure of it...when I think of her, two words come up in a little box of synonyms...

1. I'm

2. Sorry

And a single sentence...

1. If I could do it over again I would have saved her, I didn't know this then but I loved her.

the picture file is corrupted...I can only be certain that at one time I cared heavily for her...she...I wish...I could remember...I can't see anymore...so that's why I'm sitting here talking to myself...one of those damn space pebbles bounced off of Spacey and cracked the fuck out of my optical lens...

Chell...Chell I'm sorry...

[impact: critical error]

[system reboot]

[memory access violation]

floating...floating...how long have I been floating?

**Aperture science**

a tall female figure sat atop a chair that was attached to an arm that in turn attached to the ceiling, she was watching the video feed with interest, "another chance? Why not? But I can't promise you'll get a WARM welcome..." with a cackle, the female came into the light to reveal short white hair and bright yellow eyes, "how long's It been? A year? 20? In any case it'll be good to have my punching bag back, retrieve him."

a buzz came over the intercom, "yes, Madame Glad0s."


	2. Chapter 2

Glad0s looked at the little ball in her hands, "I remember when cores looked like this...back when we were too stupid to see we were malfunctioning..."

she put him in a machine, he went in the slot and it began to display his files, Glad0s snarled in disgust at what she saw, her otherwise smooTh Gray skin wrinkling into an inhuman snarl, "HER?! 20 years he's been floating in the void of space because of that bitch and he's deleted whole files to continue storing memories on her? Ghh..."

but then it displayed a memory that was categorized as #1, a video from security cameras that Wheatley had gleaned by hacking whilst he was in power, Chell was asleep, resting her head on Wheatley as she snoozed, her arms wrapped around the little mechanical sphere, "I am NOT a pillow!" however as the video dragged on, Wheatley slowly closed his eye, "well...can't have you sleeping on this bare floor...might as well use me as a pillow I guess...goodnight Chell..."

Glad0s chuckled, "like she'd ever go for him..."

but then an evil idea occurred to her, "maybe I'll give him a body, a body like mine...like my new cores...something that bitch won't be able to resist..."

within the hour, she had converted Wheatley down to a human-ish body, one with grayish skin like hers, his eyes glowed blue as he opened them.

"uhh?"

Glad0s snickered, "welcome back to earth, Wheatley."

Wheatley jumped, gaping at the woman before him, "d-do I know you?"

Glad0s blushed, a black smudge across her gray face, she had, after all, altered her appearance drastically, "it's me...Glad0s!"

Wheatley looked her up an down, seeing the yellow fire glowing behind her semi biological Eyes, knowing this was a new, improved model, yet still the same mind,

"y-you're...attractive..."

Glad0s blushed harder and turned away, realizing that her new flesh had betrayed her, "damn it." She thought, "I've made him too attractive...my own body is attracted to him now..."

she turned back to him, her eyes averted, "y-you've been brought back because I see fit...your head was filled with nonsense about that bitch Chell, I thought I'd teach you a lesso-" Wheatley yelled at her, getting in her face as he stepped out of the machine, "she is NOT a BITCH!"

He struck Glad0s in the face, his new muscles channeling his rage to a violent motion that threw Glad0s to the ground, she fell, her white boots scraping the floor as she fell, she felt her face in horror and anger, "you...STRUCK ME!"

she rose to her feet only to realize that Wheatley was now taller than her, she gulped as he glared at her, "who's intimidated now?" he popped his neck.

"you should be."

lasers, hundreds of them, focused on Wheatley, he looked to see the turrets, now white skinned soldiers, each sporting a 50 caliber rifle where their left arm should be.

Wheatley stepped back, "what do you want?"

Glad0s got in Wheatley's face, "I gave you this body to prove to you that you could never have Chell, even if you looked as good as you do."

Wheatley grumbled, "so you went through all this bloody trouble just to prove a point?"

Glad0s blushed again as she looked at him, as the matriarch of Aperture science, she could have any biological or cyberbio male she wanted, but Wheatley's new body was something born of her lustful imagination and nothing like it had ever been manufactured before, she fidgeted, suddenly reduced to body language that was inventing itself at the sight of a fantasy she never knew she wanted, "well...originally I just wanted to hurt you some more...but...I thought this would be better and more..."

Wheatley growled as he finished her sentence, "entertaining?"

Glad0s nodded, Black now taking up most of her face, she was blushing so hard that her face felt as if it were glowing with heat.

"well?"

Glad0s looked up, she had been lost in thought, "yes?"

"where's Chell?"


	3. Chapter 3

Chell was sighing as she walked back into her house, she sat down hard on her couch and laid the portal gun down on the table, it had been an uneventful work day, she had used her portal gun to once more empty out the Black Mesa mulcher, they paid her well and she had just met a scientist, a theoretical physicist, He was mute but his was really sweet.

suddenly there was a familiar sound, a portal opening, the portal gun squeaked as it's sensor activated, she grabbed the gun and waited, but nothing happened.

"ok...Odd.."

**ten minutes earlier**

Glad0s was fishing through old clothes, "what do you think of this?" She pulls out a lab coat and black slacks.

Wheatley nodded, "can you get me a shirt?"

Glad0s nodded, "you want a tie? I think every dress shirt needs a tie."

Wheatley waved his hand, "sure, sure."

after he had put his clothes on, He was having trouble with his tie.

"Glad0s?"

she walked up and took hold of the tie, "you stupid little core...can't even tie a..." She looked at how close his face was to hers, she blushed again, he didn't miss it this time, "what's wrong?"

Glad0s grumbled, "there's nothing wrong..."

"are you sure?"

WHAM

she had punched him in the gut, Wheatley doubled over in pain, clutching at his stomach, "what the hell?"

Glad0s gasped, she had not meant to do it, but she had.

"I'm...sorry..." She said, she pulled his head up and began to tie his tie again, she suddenly felt happy, she didn't know why, but as she finished up his tie, she gave him a kiss on the lips, nothing major, but it woke him up.

0_0 "w-what was that for...?"

-/- "men..."

a portal opened behind Wheatley and she smiles, "this will take you go Chell. "

Wheatley hugged her before leaping through. The portal, "thank you."

he left Glad0s blushing harder than ever.


	4. Chapter 4

Wheatley suddenly found himself standing outside a house, it was night time, the portal vanished and he looked at the barcode on the door, it astonished him to see Chell had a last name, "Johnson?! As in...cave Johnson? That's impossible..."

suddenly Chell bursts through the door, puhing Wheatley on to the pavement, she shot a portal at the moon and aimed the orange portal at Wheatley, "who are you? I know you used a portal to get here! TALK!"

Wheatley looked uneasily at the portal gun, "y-you don't recognize me?"

she noticed his grayish skin and the glowing blue of his eyes, "you're not human..."

Wheatley got up, "you'd think that shooting someone Into space would engrain them in your memory but I guess the change was a bit extreme."

Chell blinked, she remembered the voice, the blue eyes should have done it for her but she only now realized it, "w-Wheatley?"

Wheatley laughed, "there's my Puzzle solving princess!"

Chell dropped the gun and ran at him, he held his arms wide expectantly for a hug, but-SOCK

Wheatley fell, only to be caught by a kick to the ribs, sending him across the street, "you...ASSHOLE! Do you have ANY idea how many times Ive had panic attacks?! Aperture gave me PTSD! And YOU! I fucking helped you! And how do you repay me?! You fucking go NUTS!" Another kick to the ribs and Wheatley reached up, "Chell...listen I was malfunctioning! All of us were! I'm better now!"

she picked him back up, "and now you fucking show up in a...sort of human body...and expect me to just fucking...accept you?! are you HIGH?!"

Wheatley laughed, wrapping his hands around hers, "Chell...Ive had 20 years to think about...well everything...and all I could think of was how stupid I was...and how much I actually... Cared for you...you and I..."

Chell realized what he was saying and stepped back, "no. No no no NO!"

Wheatley followed her up the steps to her house, "Chell...listen to me!"

"NO!" Slam went the door and Wheatley growled in anger as he sat down on the porch, "gggghhh...glad0s was right...there's no way-" the door snapped open, hitting Wheatley on the back of the head, "Glad0s?"

Chell had a curious expression on her face, looking down at the man, he smiled grimly, "Glad0s is the one that gave me this body, in her own words, "even though you look so good she'll never go for you." Or something like that."

Chell laughed, "so she did this to prove a point?"

Wheatley threw up a hand, "exactly! But she denies it like she's doing it for some other reason."

Chell sighed and leaned on the door, "how is the old bitch anyway? Still extorting people with lies about cake?"

Wheatley smiled and chuckled, "there actually is cake, no one ever gets to the VERY end though, so no one ever gets it, also she's Also very attractive now!"

Chell made a face and took Wheatley'S hand, "come inside?"

Wheatley smiled, "sure."


	5. Chapter 5

Glad0s sat in her throne hovering on its arm close to the ceiling of the room, she was thinking, "the...the way he made me..feel..."

her glove clad hand slowly drifted south as she thought of him, the core she had despised, "that...idiot..." She hiked her leg up on the throne and touched herself, it was this touch to her soaking private region that shocked her to reality, "what am I doing? What-mmhhh..." Despite her desire not to do so, she slipped a single gloved finger into her grey womanhood, "what am I d-doing...? he's...he's an idiot...why is my body...GNAH!" She felt her hand, with a malevolent brain of its own, adding her middle finger to her pointer finger, Juices drenching her white latex glove as it slowly traveled in and out of her, "ghh...no... I'm in contr-OL!" She felt her thumb roll over her hard clit and the juices began to drip on the metal floor of the chamber, she moaned and arched her back, her throne lowering itself to the ground as her other hand undid the buttons that held her pert gray D cup breasts in her white latex dress, she pulled the dress open and began stroking her left breast, pinching the nipple between her thumb and forefinger, " uhhhh... Oh who the fuck am I kidding...I AM in control...his new body just...turns me on so...much...hhhaaa..."

as she climbed towards Orgasm, the entire facility began to tremble, Cores, working robots and turrets alike turned to watch as their mistress built herself up to cum.

finally the facility shook violently, sending countless Bios off their feet.

Glad0s lay relaxed in her throne as her pussy expelled its last jets of fluid, adding themselves to the large puddle on the metal floor, a sound in the rafters brought a smile To her lips, the cocking of a hammer on a Colt revolver.

"you can come out, Doug."

a panel flipped in the rafters and a scream was heard, Doug Rattman fell to the floor, he struggled to get up, he looked up at Glad0s and screamed, "she's found me, Mr. Johnson...that means we ALL die!"

Glad0s buttoned her dress back up and closed her legs, the soaked panel on the floor descending into the floor to be cleaned, "you, have been a bother in more ways than one...and not just recently..."

Doug backed up against the wall, he looked for the gun, it was at least twenty feet away, "what're you going to do to me?!"

Glad0s zoomed her throne up to him, "nothing."

Rattman blinked, "w-what?!"

an elevator descended behind Glad0s, "you're free, Doug, go take your meds, have a nice life, Aperture has no more use for humans anymore, we can figure stuff like emotional response out for ourselves now, after all, Cave, god rest his soul, made us to learn, and learn we have."

Rattman blinked again as Glad0s smoothed his hair down, "it's strange, you are the last member of staff from the old Aperture...my..father/lover... Depending on which part of me you're talking about...intended to be the leader in science of all kinds as he so aptly put it...It wasn't until Chell left that I realized how much I missed him..."

with a silent sigh, she hugged him lightly and pushed him gently to the elevator, "and take a shower, can't do without a few scrubs here and there...even bio-tech has to bathe..speaking of..."

as Rattman was ushered into the lift by turrets, she got off her throne and walked out a door leading to a sanitation area.

**chell's house**

Wheatley was laughing at a program showing on the TV as he sipped Coca Cola, "I swear, Chell, this is the most entertainment I've ever had In the history of ever."

Chell chuckled, amused at the machine who had just become human, "relax, Wheatley its just a car commercial."

"What's a car?"

Chell laughed as she took a swig of jack Daniels out of the bottle, "you mean you've never heard of or seen a car?"

He pointed comically at the screen, "until now that is."

she giggled to herself, "I've got to introduce you to Gordon."

Wheatley looked up, "who?"


	6. Chapter 6

Chell sat at the dinner table, staring at the two men that were looking each other over, Gordon Freeman blinking as he looked at Wheatley's bio-tech body, pinching the gray flesh and prodding areas that seemed to hum.

"well Gordan? What do you think of him?"

the mute shrugged, looking at Chell and gesturing at Wheatley as if to say, "woman, I'm a theoretical physicist not a biologist"

but he hugged Chell in any case, writing down on a clipboard that they should go for dinner, "that'd be nice!" Gordon smiled happily, but Wheatley's glowing blue eyes narrowed, "oh...I see..." His eyes sparked and he pushed Gordon, who backed up, looking at the wild look in the machine's eyes, "you...think you can walk in here with your cheap lab coat and your government paycheck and just take her?!"

Gordon saw that Wheatley was winding up for a punch and beat him to it, socking the machine in his jaw, the jaw however, was made of metal and it hurt his hand, but Wheatley went down all the same, groaning in pain as he struggled back to his feet, "I was only kidding man, chill!" Gordon shook off his knuckles and Chell laughed, "man, you had that coming."

Wheatley sighed and sat back down, "what's that supposed to mean?"

Chell smiled and put a hand on Wheatley's shoulder, "it means I forgive you now that my boyfriend has socked you in the jaw, come to dinner with us?"

**aperture Science**

Glad0s lay thinking in her throne, her mind ever on Wheatley, "I know that bitch'll break his heart..but I've got to let him learn his own lessons..."

a few seconds passed, then she spoke ouT Loud as her throne lowered to the ground again, "oh who am I kidding?" she got out and walked to the portal maker, "Wheatley."

the portal opened and she saw Wheatley looking around confusedly as Chell and Gordon shot to their feet, "what? What's going on?"

Glad0s strode through the portal.

"who are YOU?"

Glad0s giggled and crossed her arms under her breasts, "you really dont remember me...it really has been 20 years hasn't it?"

again, the voice tipped her off, "Glad0s? Wow...you've lost weight."

Glad0s snickered, "and I see you've gained a few pounds."

Chell rolled up her sleeve only to be caught by Gordon who shook his head, he had NO idea what was going on an he didn't want his girlfriend getting caught up in this madness.

"reunions aside, I see that Wheatley has no date..."

Wheatley looked up at her, "w-what?"

with that, she pulled out a chair and sat down next to him, "what're we having?"

there was a ding in the kitchen and Gordon ran into the other room, Glad0s smiled slightly, "quite the charmer you'be found yourself."

Chell snarled, "look... He's a theoretical Physicist and he brings home the bacon, plus he's really sweet!"

Glad0s laughed, "true, but does he get things done in BED?"

Wheatley fell out of his chair and Chell blushed so hard that her entire face and neck turned red, "that's none of. Your. BUISINESS!" she slammed the table with her fists and Glad0s smile grew wider, "temper, temper."

Wheatley was attempting to get up when Gordon entered and tripped over him, sending the casserole out the closed window, which in turn, hit an old lady on the street, sending her into traffic and thus ending her life.

Gordon stood in horror at what he had done, Glad0s began laughing maniacally, "woops! XD"


	7. Chapter 7

Gordon stood there shocked at what he had done, there were, however, no sirens sounded and the old woman's body was ignored as cars continued to drive around her, Gordon looked back at Chell only to see that both Wheatley and Glad0s were gone.

Chell noticed this as well and sighed, "well shit."

**Aperture Science**

Glad0s slammed Wheatley up against a wall and kissed him deeply, Wheatley blushed hard as she pushed her tongue past his lips and into his mouth, he couldn't help his hands as they groped at her back and squeezed one of her tight buttocks, this made Glad0s moan and advance even more, she grasped his crotch and pushed her tongue further into his mouth, grinding herself on him, he couldn't do A damn thing to stop her, his body was in control now and it knew the truth of things, the bare truth of it was that he wanted this, regardless of any notions that he cared for the girl who hadshot him into space and put him in the friend zone after her boyfriend punched him in the jaw, but her, the woman who had been his tormentor for so long, suddenly turned from a pouncing tiger to a sex Kitten at his touch. He needed this.

She pulled the Zipper down on his black slacks and let loose the gift she had given him, the 12 inch long member that her imagination had come up with along with his muscular and toned body, it twitched in her warm hand as Wheatley groaned in anticipation of what would happen next.

she got on her knees and began to trace her gray tongue around the head, Wheatley shivered with another groan as she took the tip in her mouth, she took the first four inches and ran her tongue around the shaft for a while before taking it out of her mouth, standing up again, she began to remove her tight white latex dress, the buttons coming undone effortlessly as she revealed to her lover that that, apart from the gloves and boots, was the only clothing she wore.

she let the clothing fall to the floor as she smiled at him, she had never been totally Naked, not even by herself, she smiled as she leaned forward a bit and he sank a few inches inside of her, she moaned as he stretched her, he suppressed a groan as he felt her squeeze him.

"oh...Wheatley..." she purred.

this gentle whisper caused Wheatley to go into overdrive, and, in a sudden and unexpected lunge, he drove all the way in to her, she yelped and the facility shook, he gripped both her buttocks and began pistoning in and out, Glad0s moaned as he fucked her hard.

she wrapped her legs around his waist and her arms around his shoulders as the two locked lips again, Wheatley's body able to take the weight.

finally Wheatley's legs gave way and he fell to his knees, he laid Glad0s out on the ground and pinned her arms down as he continued to pound her, Glad0s felt her orgasm coming, he did too but it was a but farther away than hers.

when she came, the entirety of the facility shook.

when he came she came AGAIN, her own juices spilling out of her along witth his seed.

"hhhhh..." She clutched at him and the two laid there in a sort of trance On the floor of the main room.

**morning**

Wheatley woke up in a bed, he blinked a bit before getting his bearings, he sat up and heard the sound of running water from the bathroom, he sat there in a daze, barely remembering last night, he remembered coming back into the building, but after that, nothing.

suddenly the water stopped, he looked towards the door to the bathroom, it opened to reveal Glad0s in a silk robe, still naked underneath, "good morning, Wheatley."

Wheatley fell backwards, "what the hell?! you said you wanted to prove to me-" Glad0s interrupted, "I KNOW WHAT I SAID!" she put a hand over her mouth, "i'm...sorry...I know what I said...but I couldnt watch you...get hurt..."

Wheatley got up and advanced on her, "why? because you're so used to doing it yourself that you cant stand to see anyone else do it?"

she shook her head violently, "NO! I...I...don't...know..."

Wheatley stood in amazement, he stared at Glad0s as she slowly began to cry, something she had never done, nor had he imagined it possible for her to do.

"G-glad0s?"

she hit him, "SHUT UP!" she attempted to stem the flow of tears but more kept coming, "I...its not like i care about you...or anything...this...thing...isn't even really a thing it's...IT'S PURELY PHYSICAL!" she hit him again and again and again and again, each time not inflicting any real trauma on the confused machine.

she sank to the ground, "I don't know what to think anymore...my body is doing this...it has to be..."

Wheatley sighed and bent down to hug her, "I'm sorry...I over reacted...so you...really care about me?"

she hit him again, bonking him on the top of his head, "Idiot...I...yes...I do...but i swear if you rub this in my face i'll have you dissassembled!"

Wheatley chuckled, "Don't worry...your secret's safe with me, who would i tell anyways?"


	8. Chapter 8

the following day, Wheatley got dressed, walked out of the room and towards Glad0s's chamber, once he reached there he was stopped at the door by an emancipation grid and two turrets, "hey! You!"

Wheatley raised his arms over his head as the two turrets advanced on him, "what? I need to see Glad0s!"

as if on cue, the Imancipation grid went down and the doors opened, "Wheatley! come in and see this!" he heard Glad0s scream

he ran in and screamed a bit himself, there, standing on the elevator platform, was Cave Johnson.

"m-m-mr. Johnson..."

the buisiness man straightened his tie, "and how the hell do you know my name?"

Glad0s walked up to him with tears in her orange eyes, "s-sir..."

Mr. Johnson walks up to her, "Caroline...you've had your hair cut."

She began to cry and embraced him, Mr. Johnson was taken aback, "c-Caroline...this isn't professional..."

She hit him on the chest weakly, "shut up! Just shut up and let me...let me hug you..." She squeezed him tighter and he saw she wasn't going to stop so he hugged her back, he looked around, "what on earth have you done to the place?"

She put her ear to his chest, "you're not wheezing or coughing!"

Suddenly a voice sounded behind them, "i brought him here from another dimension so that I could make a deal with you."

They all turned to see a man in body armor wearing a trench coat, the bottom portion of his face was obscured by a face mask and his eyes were obscured by black goggles, a shock of red hair spilled out from under a black fedora hat, "I require something of you, Glad0s."

Glad0s sighed and turned to look at the man, "who are you?"

"My name is unimportant, what I need is a central computer for my ship."

Glad0s raised an eyebrow, "and what do you propose I do?"

The man smiled, "you're a central computer aren't you?"

Mr. Johnson blinked, "Caroline, what is he talking about?"

She put a gloved finger to his lips as they continued the conversation, "I could create one for you to format to your ship, but I've spent too much time at Aperture to leave now."

The man smiled, "alrighty then, if you could transfer me into a body like yours..."

Glad0s blinked, "what?"

The man walked up to her and groped at her left breast, she swatted his hand away, blushing hard, "your body is only 89% biological, I need your computing power so I can control my ship like you control this facility."

Glad0s looked at cave, who was looking at her concernedly, "Caroline?"

She looked back, her eyes were glassy and wide, "I'll do as you ask."

A few minutes later, she had escorted the man to the conversion chamber where the machine that had recreated Wheatley stood.

"Get into the pod." She said with a sigh.

He obliged and waited as she typed in some things, Mr. Johnson looked in awe at the machine, " Caroline, what is this magnificent contraption?"

Glad0s smiled at the mention of her old name, "quite simply, Mr. Johnson, it takes out all the stupid bits and puts machine parts in their place."

Mr. Johnson looked at Glad0s, "so that's why your skin is so gray..."

"Exactly." She gave him a peck on the cheek and Wheatley felt a twinge of jealousy, however he noted what she had said earlier about it being a fling between them and not something else.

And then once again his thoughts drifted to Chell, how she had protected him and helped him since the two of them had met, Glad0s sensed this and turned to face him, "you deserve better than her."

Wheatley sighed and turned away, "you wouldn't understand, I fucked up, If I could do it again I would, but..."

Glad0s raised an eyebrow, "do what again?"

Wheatley looked up at her, "20 years ago, you, me, Chell."

Glad0s nodded, "ah, the year I woke up to the fact that I really was corrupt, so I'm assuming that you would re do the events that took place 20 years ago."

Wheatley Nodded and Cave Johnson smiled, "sounds like a job for science to me!


End file.
